VISTEON CORP — Director's Dealing 2018

Feb 12, 2018

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: VISTEON CORP (VC)
CIK: 0001111335
Period of Report: 2018-02-08

Reporting Person: Marianos Stephanie S (Vice President & CAO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2018-02-08	Common Stock	M	668	—	Acquired	887	Direct
2018-02-08	Common Stock	F	227	$122.39	Disposed	660	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2018-02-08	Performance Rights	$	A	222	Disposed	2018-01-31	Common Stock (222)	Direct
2018-02-08	Performance Rights	$	M	668	Disposed	2018-01-31	Common Stock (668)	Direct

Footnotes

F1: The Performance Rights automatically vested on February 8, 2018, and were converted and paid to me in stock without any election or action on my part. The value of each right was based on the fair market value of Visteon common stock as of February 8, 2018.

F2: The shares were withheld by Visteon to satisfy income tax withholding obligations arising in connection with the vesting of certain Performance Rights. The value of each share was based on the fair market value of Visteon common stock as of February 8, 2018.

F3: Each Performance Right represents a contingent right to receive one share of Visteon common stock. The Performance Rights vested based on relative total shareholder return over a three year performance period and were paid in stock at the election of the Company.

F4: Additional Performance Rights were received because the performance criteria was exceeded.